China Business Law Journal reveals the country’s leading in-house counsel and corporate legal teams. Lynn Zhang reports
The year 2020 was unlike any other, as a global pandemic and economic contraction reshaped the way our world lives, works and trades. Businesses had to recalibrate their strategies, expansion plans, and even day-to-day operations and management – in order to survive.
In this critical period, the stature and responsibilities of in-house counsel have risen to the fore. The role of an in-house counsel has become particularly important as, during this time of great uncertainty, they must respond to market conditions, protect their company’s growth strategy, and make rapid internal adjustments to ensure their company’s viability.
In-house legal teams now have more power and responsibilities, and so deserve greater recognition for their hard work, which is often done out of sight and behind the scenes. With the second edition of our In-House Counsel Awards, we have enhanced our award process, and hopes to encourage and recognise the outstanding work of in-house counsel in the past year, while at the same time providing a deeper understanding of the crucial role they play in a successful business.
We held our inaugural In-House Counsel Awards in 2019, which was very well received across the legal community. After the results were announced, we received a good deal of positive feedback from in-house counsel and the senior management of companies, demonstrating firm support and recognition for the awards concept.
Our research process for this year’s awards saw strong participation from the senior executives of various industries, in-house counsel, and Chinese and foreign lawyers, all of whom actively recommended outstanding general counsel and in-house teams. Our editorial team then went through several months of research and verification, finally arriving at a list of winners for both individual and team awards.
We would like to express our gratitude to the nominators who actively participated in the selection of this year’s CBLJ In-House Counsel Awards, and our heartfelt congratulations to all the winners.
China Business Law Journal conducted a survey of its readers in China and abroad, inviting them to nominate outstanding in-house teams and individuals. After scrutinising more than 1,000 responses and candidacy information of nominated teams and individuals, we selected the winners based on the selection parameters as shown here.
This year, we have divided the award categories in some rapidly developing areas to ensure that they are more closely aligned with the business development and performance of in-house counsel. For example, in the areas of compliance and M&A, we have respectively established cross-border and domestic compliance, cross-border and domestic M&A, etc.
The awards are split into individual and team awards and include General Counsel of the Year and In-House Team of the Year, as well as highly commended teams and individuals in key practice areas and industry sectors.
For teams, practice area categories include: Capital markets (domestic); Capital markets (overseas); Compliance (domestic); Compliance (cross-border); Data protection; Dispute resolution (arbitration); Dispute resolution (litigation); Employment and labour; Intellectual property (patent); Intellectual property (trademark and copyright); M&A (domestic); M&A (cross-border); Restructuring; and Securitisation.
Team industry categories include: Asset management and insurance; Automotive; Aviation, shipping and logistics; Banking and Finance; Construction and infrastructure; Consumer and retail; Education; Electrical and electronics; Energy and natural resources; Food and beverage; Healthcare and life sciences; Industrials and chemicals; Internet and e-commerce; Media, entertainment and sport; Online gaming; Private equity and venture capital; Real estate; Technology and telecoms.
For individual awards, practice areas include: Capital markets; Compliance (domestic); Compliance (cross-border); Data protection; Dispute resolution; Employment and labour; Intellectual property; M&A (domestic); M&A (cross-border); Restructuring; and Securitisation.
Individual industry categories include: Asset management; Automotive; Aviation, shipping and logistics; Banking and finance; Construction and infrastructure; Consumer and retail; Education; Energy and natural resources; Food and beverage; Healthcare and life sciences; Industrials and chemicals; Internet and e-commerce; Media, entertainment and sport; Real estate; Technology and telecoms.
In addition to the practice area and industry categories, we identify 12 up-and-coming in-house lawyers who are commended for their outstanding performances.
In our survey, we asked the respondents to rate the teams and individuals against several key performance parameters. We evaluated each individual nominee and each team on the basis of the following criteria:
- Legal knowledge
- Communication skills
- Leadership skills
- Breadth of jurisdiction/practice areas/industries
- Legal knowledge
- Team depth and strength
- Breadth of jurisdiction/practice areas/industries
- Use of technology
- Impact and significance
Observations for selection, winner highlights
In the paragraphs that follow, we outline the achievements of many of this year’s winners. While space does not permit us to mention every winner – or print the hundreds of endorsements we received – each one comes highly recommended by their professional peers.
Wong Yong Kai, head of special projects and co-general counsel of CITIC Capital, has won the General Counsel of the Year award. He has also served as general manager of HPGC Holdings, in charge of both legal and corporate management work.
In 2020, CITIC Capital completed the acquisition of GNC, a US healthcare product company, which Wong Yong Kai describes here in his own words: “Perhaps the most challenging was my leadership of Harbin Pharmaceutical’s acquisition of GNC Holdings, the global leader in health and vitamin supplements, through a chapter 11 section 363 sale. This deal initially started as a standard take private of an NYSE-listed company, coupled with a debt refinancing, with a slight twist in that CITIC Capital was using a portfolio company to do an overseas leveraged buyout – a rare first for a state-backed enterprise.”
Jiang Wenjun, a Shanghai-based partner at JunHe, affirms the working ability of Wong, whom he describes as “always a very hardworking and very smart in-house counsel, who can always design innovative structures and lead the team to complete transactions”.
By virtue of his outstanding performance in several fields, Wong is the winner in our Cross-border compliance and Cross-border M&A categories, and highly commended in Asset management and restructuring. His team is also highly commended in the Private equity and venture capital category.
The group legal centre of KE Holdings is the winner of In-house Team of the Year. KE was listed in the US in August 2020, with the listing project launched in February 2020. The group legal centre overcame the impact of the pandemic on the office, and the escalating China-US trade war, to complete the listing project, raising more than US$2 billion, which made it the largest listing project for US-listed Chinese stocks, in terms of issuance size, since Alibaba’s US listing.
“This project has created a partner system applicable to the company, based on the company’s actual situation and market cases, to meet the requirements for post-IPO corporate governance from the Securities and Exchange Commission and the Public Company Accounting Oversight Board,” says Chen Yan, general counsel and head of the group legal centre at KE.
Chen Yan’s performance in the listing project was highly praised by Liu Jiaxin, a Beijing-based partner at Han Kun Law Offices. “Under a tight schedule, Chen Yan’s team worked closely with external lawyers to identify significant risks in corporate operational compliance, demonstrating excellent organisational leadership, as well as communication skills.”
Chen Yan is also the individual winner in the Capital markets category and highly commended in the Internet and e-commerce category.
As the internet became crucial for people to stay connected during the pandemic, Chinese internet, media and entertainment businesses continued to thrive. With the rapid expansion of their businesses, it is critical that in-house counsel in these industries make efforts in compliance, intellectual property and data protection.
The legal department of iQIYI is our winner in the Media, entertainment and sport category. In the past year, when iQIYI implemented strategies such as theme theatres, the company’s legal department provided legal support for business negotiation, contract drafting, project execution, anti-piracy and other aspects in projects such as the popular TV series, The Bad Kids.
The legal department of iQIYI is also highly commended in the Intellectual property (patent) category. The in-house team and the technical team co-operated in the applications for patents. The number of patent applications worldwide totalled more than 6,000, and the number of authorisations reached more than 3,600. The team also carried out the layout and protection of overseas intellectual property rights, and started overseas rights protection work covering 14 countries and regions.
Liu Yingzi, a Beijing-based partner at Hylands Law Firm, is very satisfied with the co-operation with the legal department of iQIYI. “The in-house team of iQIYI is young and dynamic, with a deep understanding of the current situation and development prospects of the company’s business, and the overall team has strong legal expertise, excellent communication and co-ordination skills, and has very high efficiency,” says Liu. “In the course of our legal services for iQIYI, it is clear that the in-house team is a favourable backing for the company’s business team.”
Huang Jiahui, general counsel for Tencent Group’s WeChat, is the individual winner in the Internet and e-commerce, and the Intellectual property categories. She led her team to launch several industry-leading innovations in copyright protection, such as setting up the function of “original protection of WeChat public platform” to encourage and promote original content. So far, more than 100 million articles in WeChat official accounts have been marked as “original” and protected.
“As the head of the in-house team of WeChat, Huang has first-class professional vision and legal solutions in the areas of legal construction, intellectual property, and compliance of WeChat’s ecological structure,” says Lai Qiqi, a former colleague of Huang and general counsel of 37 Interactive Entertainment.
The legal affairs department of Tencent Music is highly commended in our Cross-border M&A team category. “In 2020, the department made fruitful work in the field of investment, and mergers and acquisitions,” says Yang Qihu, general counsel of Tencent Music.
Tencent Music participated in a joint consortium, led by Tencent, to acquire an additional 10% of shares in Universal Music Group (UMG), the world’s largest record company with 25.6% of the world’s recording market. Upon completion of the transaction, the consortium’s equity in UMG will increase to 20%.
Taking an opportunity from the spike in demand for online education during the pandemic, Jia Zheng, legal director of Yuanli Education Science and Technology, is highly commended in our individual Education category. Jia participated in and supported negotiations with the Winter Olympic Organising Committee, and as a result “Yuanfudao Online Education” became the official sponsor of the Beijing 2022 Winter Olympic and Paralympic Games.
Jia Zheng says this is the first time in Olympic history that the organisation is joining hands with an online education institution. He also participated throughout the contract negotiations between his company and CCTV, making the company a special partner of CCTV’s Spring Festival Gala in 2020. It is the first education company to officially co-operate with CCTV since the inception of the event.
Healthcare and life sciences companies are also particularly noted for their achievements in 2020.
Shanghai Junshi Biosciences participated in the fight against the covid-19 pandemic. In May 2020, Junshi Biosciences and Eli Lilly and Company collaborated on the development of prophylactic and therapeutic antibody therapies against covid-19. The legal department of Junshi Biosciences helped negotiate the contract with Lilly, and entered into an agreement stipulating that Junshi Biosciences will hold all rights in Greater China. The legal department of Junshi Biosciences is highly commended in our Healthcare and life sciences team category.
BGI Genomics was also in the front line fighting the pandemic. Xu Qian, general counsel of BGI Genomics, led the team to support the overseas sales of covid-19 test kits, the exports of total test solutions, and investments in setting up factories, providing compliance support for the sale of kits to more than 180 countries and regions around the world, and for overseas operation of nucleic acid testing of the Huo-Yan Laboratory. With this outstanding performance, Xu Qian is the winner in the Healthcare and life sciences individual category.
The overseas legal department of I-Mab is also highly commended in the Healthcare and life sciences team category for assisting the company to complete its IPO in the US, and for providing support for a number of important transactions.
In-house counsel from other industries are setting an example by leveraging their respective strengths in different fields.
During the worst of the pandemic, companies were under pressure to tighten operating costs. Jessica Fan, principal legal counsel of Cognex Asia, provided legal advice to the company on a project to reduce labour costs, drafted agreements required for the project, and built an overall operational framework for the project, all of which made her our individual winner in the Employment and labour category.
In the same category for teams, the legal affairs department of Luk Fook Holdings actively participated in the resolution of related labour disputes to reduce risks for the company, making them our team winners in Employment and labour. The legal department also paid special attention to trademark protection, handling and maintaining more than 500 trademarks in mainland China, and more than 400 in other regions, and actively participating in anti-counterfeiting activities. With this outstanding performance, the team is also the winner in the Consumer and retail category.
Two cases handled by the team led by Becky Wang, the SC Johnson senior brand protection manager for APAC, were selected as “Top 10 Cases of QBPC Intellectual Property Protection” and “Typical Intellectual Property Cases of High Court of Hebei Province”, respectively, which helped her to be highly commended in the Intellectual property category.
Angela Shi, senior corporate counsel of LEGO Toy (Shanghai), is also highly commended in the Intellectual property category, as she achieved remarkable results. During her tenure as brand protection manager at New Balance, she helped the company win several landmark trademark infringement cases.
“Angela Shi took over New Balance’s intellectual property legal affairs under the earlier unfavourable situations of the company’s intellectual property litigation,” recalls Frank Liu, founder of Fusion Strength Intellectual Property Agency. “Subsequently, through a series of effective arrangements, she made it difficult for infringers in the market to find infringement space, and got high compensation support from the courts in many cases. Her achievements are impressive.”
In terms of compliance, in 2020, the legal and compliance department of China Nonferrous Metal Mining (Group) participated in several overseas investment projects, and is our team winner in the Cross-border compliance category. The team also completed a series of overseas legal risk prevention studies, compiling more than 1.2 million words, of which Country Guide on Overseas Legal Risk Prevention for Enterprises (Zambia Volume) and Guide on Legal Risk Prevention for Countries along the Belt and Road (Myanmar and Tajikistan Volume) were selected by the State Council’s State-owned Assets Supervision and Administration Commission for publication, providing references for central state-owned enterprises to effectively deal with the various legal risks in overseas investment.
Li Zhiyong, general manager of the legal and risk management department of Powerchina International Group, is the individual winner in the Dispute resolution category. Li led the team to provide support and assistance in disputes with international companies. The team avoided disputes through negotiations, high-level meetings and other means. In some cases, solutions were sought through arbitration with the amount awarded in favourable arbitration awards exceeding US$153.7 million.
The litigation team of SINA Group is highly commended in the Dispute resolution (arbitration) category. In the past year, Sina Weibo received more than 3,000 cases of various lawsuits from within and outside China. Through the litigation team’s responses to the lawsuits, the exemption rate of cases reached 98%. The team handled more than 30,000 legal disputes and administrative complaints in total.
In capital markets, Stuart Lin, senior legal director of Xpeng Motors, and his legal affairs department helped the company to list in New York, and he is highly commended in the individual Capital markets category. Lin also led the acquisition of Guangdong Foday Automobile, which gained for Xpeng Motors the qualification of passenger car production. With these achievements, the team is highly commended in the Automotive category.
Haier Smart Home was listed in Hong Kong in 2020, and the privatisation of Haier Electronics will be completed simultaneously by way of an agreement arrangement. Haier Smart Home is listed on Shanghai Stock Exchange and Frankfurt Stock Exchange, and is now the first company in the world to be listed on the A-share, D-share and H-share markets, during which the legal department took primary responsibility to help the company’s final success with its IPO. With an excellent performance, Haier Smart Home’s global legal department business partner team is the winner in the Overseas capital markets category.
Express (Hang Zhou), a joint venture company initiated and established by American Express in China, was in 2020 granted a licence for bank card clearing business by the People’s Bank of China, making American Express the first and only foreign card organisation authorised to carry out bank card clearing business in renminbi in China. Wang Cheng, general counsel of Express (Hang Zhou), led the in-house team and worked together with other departments of the company, and the overseas team, to help the company complete this project. With his excellent performance, he is the individual winner in the Banking and finance category.
Ren Zhiyi, a Shanghai-based partner at Fangda Partners, speaks highly of Wang’s abilities: “Wang Cheng is familiar with legal rules, with practical solutions and management skills.”
In the Cross-border M&A category, Pan Zhuqing, vice general counsel and director of the legal and compliance department of CRRC Zhuzhou Locomotive, is highly commended in the awards for individuals. The acquisition of the Vossloh locomotive business segment by CRRC Zhuzhou Locomotive was the first successful acquisition of a complete vehicle enterprise of overseas rail transportation equipment by Chinese enterprises.
Faced with a harsh international regulatory environment, Pan Zhuqing led the team to actively respond to the reviews, gather supporting information, listen to advisers from different fields, and finally convince the regulatory authorities to make the deal happen.
In terms of restructuring, the legal and compliance function team of Nestlé (China) completed several business restructurings under the dual pressures of limited resources and tight timelines.
The divestiture of its Yinlu business would take two months to complete a business spin-off of about US$307.4 million in size, involving nearly 1,000 customers, more than 1,000 sales teams, purchases for hundreds of raw materials, and distributions of tens of thousands of items of equipment. Bian Ge, general counsel of Nestlé (China) Greater China, says: “The complexity and difficulty were unprecedented.” With this, the legal and compliance function team of Nestlé (China) is our team winner in the Restructuring category.
In capital markets, Yum China was listed for the second time on the Hong Kong Stock Exchange in 2020, raising net proceeds of about HK$17 billion (US$2.18 billion). Currently it is the only company listed in Hong Kong that is established in Delaware, US, and also the only company in a non-TMT (tech, media and telecoms) industry that has successfully made a secondary listing in Hong Kong.
With this record, Joseph Chan, chief legal officer of Yum China, is highly commended in our individual Capital markets category, while the Yum China legal team is the team winner in the Food and beverage category.
In addition to the above in-house team and individual awards, CBLJ’s “emerging achiever” is awarded to the in-house counsel who has risen rapidly and made outstanding achievements in a short time.
As a legal practitioner who has been engaged in the in-house counsel for four years, Bill Zhou, chief risk officer of the legal and compliance department at Fullshare Holdings, has become an important manager for the legal affairs of his company.
Bill Zhou has led nearly US$4.6 billion worth of domestic and foreign financing transactions and debt restructurings, co-operated with the review of financing agreements and supporting legal documents of major financial institutions, and drafted and reviewed cross-border guarantee documents.
Zhou Tian, a Nanjing-based partner at Grandall Law Firm, affirms Bill Zhou’s professional ability. “[He] has rich experience in investment financing and M&A legal support. He is good at communication and has strong leadership.”
Alex Cao joined the overseas legal department of I-Mab as principal legal counsel in 2020. Before that, he worked on IP prosecution and litigation, technology licensing and collaboration, investment and financing, and capital market projects in the biopharmaceutical and TMT sectors at various domestic and international law firms.
In the context of the US Holding Foreign Companies Accountable Act, in 2020 Cao developed an internal system and process for the company in accordance with the requirements of the Sarbanes-Oxley Act for internal control and compliance, and provided legal advice on the company’s daily information disclosure, securities compliance, and investor relations maintenance, thus providing legal protection to achieve stable growth in the company’s share price.
As a legal counsel of HP (China), Penny Pan is recognised for her communication and co-ordination ability by Li Zhao, a Beijing-based partner at Global Law Office: “Ms Pan has extensive legal knowledge and skills in various legal areas involving HP’s operations and management,” says Li. “At the same time, she can communicate and co-ordinate well with external lawyers, in-house counsel and business departments, making the process of our service delivery very smooth.”
The professional competence and personal qualities of in-house counsel can often help guarantee smooth co-operation and relations with other clients and allies of the business.
Although Sherry Zhang, the senior legal counsel of Qiming Venture Partners, has only served as in-house counsel for a short period of time, her law practice experience gives her a professional foundation for her current work. Edward Fu, a former colleague of Sherry Zhang’s and a Shanghai-based partner at Hui Ye Law Firm, says her practical lawyer experience “will ensure her high-quality work on both the control of legal risks and the understanding of different industries from a business perspective”.
Sherry Zhang’s personal active attitude has been praised by partner companies. Zhang Haoyu, a project manager from Shanghai UDC Business Consulting, says: “Ms Zhang is active in Qiming’s internal communications, external communications with other shareholders and intermediary organisations, and leads Qiming’s structure building, successfully completing an ODI filing project. The filing took only two weeks, which is much shorter than average filing time of three to six months. She can also give professional advice on various problems encountered in daily operations, M&A, and restructuring of enterprises invested by Qiming, to assist the company in a smooth resolution.”
Our deepest condolences
We are sorry to learn that one of the winners of this year’s In-House Counsel Award, Wang Jie, the chief legal counsel of PepsiCo Greater China, passed away in February. We are saddened by the loss of an outstanding in-house counsel leader and would like to express our deepest condolences.
Wang Jie had a long and distinguished career during his lifetime. He served in the Department of Treaty and Law of the Ministry of Foreign Affairs for several years, and worked in a number of Chinese and foreign law firms. He joined PepsiCo in 1996, and served for 25 years with outstanding achievements, leading the legal department to participate in all major commercial transactions, processing, and third-party litigation and legal compliance work of PepsiCo in Greater China. In 2019, he led the in-house team when PepsiCo Greater China won the inaugural CBLJ In-house Team Award in the Consumer and retail category.
Wang Jie’s leadership enabled his in-house team to be highly commended in two categories this year – Food and beverage, and Domestic M&A. Individually, he is also the winner in both these fields.
PepsiCo Greater China completed the acquisition of Hangzhou Holmes Food (Baicaowei) for US$761.4 million in 2020, which was the largest food business acquisition in China in that year. Wang Jie led the in-house team of PepsiCo Greater China to participate in and lead all aspects of document preparation, contract drafting and negotiation, advice provision, and internal and external communications to support PepsiCo’s acquisition of the Baicaowei business.
“Wang Jie, with many years of legal experience in the practical field, treated his work with the highest standards in the industry, and led a strong in-house team to ensure the smooth running of PepsiCo’s business in China,” says Donald Liu, a Shanghai-based managing partner at Jin Mao Law Firm.
China Business Law Journal thanks Wang Jie for his outstanding contributions to the legal and in-house counsel community over the years, and we pay our sincerest respects to him.